Terms Of Service

IMPORTANT! PLEASE READ THESE TERMS OF SERVICE (“TERMS OF SERVICE”) CAREFULLY. Welcome to the Internet sites (“Sites”) of FILM ROMAN, LLC (“FILM ROMAN,” “Us” or “We”). THE SITES include all Internet sites on which these terms of Service are posted. These terms of Service are a legally binding agreement between Us and you concerning YOUR USE OF THE SITES. By USING THE SITES YOU ARE UNCONDITIONALLY AGREEING TO THE TERMS OF SERVICE. IF YOU DO NOT AGREE TO THE TERMS OF SERVICE, PLEASE DO NOT USE THE SITES.

1. ACCESS; USE. In order to use and access the Sites you must meet the following access requirements (“Access Requirements”): (1) be 18 years of age or older (or whatever the applicable age of majority (legal adulthood) is where you are located); and (2) you must reside within the fifty states of the United States of America (“U.S.”), the District of Columbia, and certain US territories (“Service Area”). References to “you” in this Agreement also include any household members that access and use a user account (“User Account”) established by you. Use of a User Account by a household member indicates such household member’s acceptance of the Terms of Service.

2. GRANT OF RIGHTS; RESTRICTIONS. Film Roman hereby grants you a limited, non-exclusive, non-transferable license to access, use and privately display or exhibit the Sites, Content (as defined in Section 3) and, solely within the Service Area, in accordance with the Terms of Service. Film Roman grants you this limited license for your personal use only, and not for any commercial purpose. The use of the Sites or Content or for commercial purposes is unauthorized and may constitute infringement. This license does not include any rights to: (1) sell, resell, lend, lease, rent or otherwise commercially use the Sites, Content or any other material or information contained therein; (2) collect or use any information, data, listings, or descriptions for any reason; (3) create derivative works from the Sites, Content or any other materials or information contained therein; (4) download or copy information of any third party; (5) use data mining, robots, or other data gathering and extraction tools; (6) distribute, transfer, or post any Content on any third party website, online service or other media; (7) modify, adapt, create derivative works from or translate any part of the Sites or Content; (8) reverse engineer, decompile or disassemble the Sites or Content, or otherwise attempt to obtain access to the Film Roman IP (as defined in Section 3); (9) remove or alter any copyright, trademark or other proprietary notice contained in the Services, Sites, Content or Features. Except as provided herein, you may not frame or utilize framing techniques to use, surround or enclose the Sites or Content or any trademarks, service marks, logo, or other proprietary information (including: images, text, page layout, or form) of Film Roman and/or its affiliates or subsidiaries or Content providers without Film Roman’s express written consent. You may not use any meta-tags or any other “hidden text” utilizing the name of the Sites, Film Roman and/or its affiliates, subsidiaries or Content providers, or any tradenames or trademarks or other copyrighted materials relating thereto, without the express written consent of Film Roman.

3. INTELLECTUAL PROPERTY.

(a) As between you and Film Roman, the Sites and Content are owned by Film Roman and/or its licensors and content and technology providers, and are protected by applicable domestic and international copyright laws. As used herein, “Content” means: (1) any and all motion pictures, images, animations, artwork, copy or information; and (2) any and all other human readable audio and/or visual elements, regardless of the form or format, accessible via the Sites. Any and all underlying patentable or copyrightable elements (or elements protectable as trade secrets or otherwise under intellectual property laws) related to the Sites or Content, including without limitation, source code, script, object code, software, protocols, algorithms, computer programs, data and other sets of statements and instructions contained in the Services, Sites, Content and/or Features will be considered the property of Film Roman (“Film Roman IP”).

(b) FILM ROMAN and all related registered and unregistered trademarks and service marks (“Film Roman Marks”) are the property of Film Roman, LLC or its affiliates. Certain characters, logos, names and images incorporated by Film Roman, LLC on the Sites and Content are also protected as registered or unregistered trademarks, trade names and/or service marks and are the property of their respective owners. The Film Roman Marks may not be used without the express written permission of Film Roman.

4. CONTENT. MOST CONTENT AVAILABLE ON THE SITES IS RATED ACCORDING TO GUIDELINES ESTABLISHED BY THE MOTION PICTURE ASSOCIATION OF AMERICA (I.E., G, PG, PG-13, R) OR TELEVISION RATINGS/CONTENT ADVISORIES. HOWEVER, SOME CONTENT MAY NOT BE RATED, AND MAY CONTAIN GRAPHIC VIOLENCE, SEXUAL CONTENT AND MATURE THEMES. SUCH CONTENT MAY NOT BE SUITABLE FOR ALL VIEWERS.

5. PRIVACY POLICY. Film Roman may collect and use certain personally identifiable information and non-personally identifiable information about you in connection with your use of the Services, Sites, Content or Features and such collection and use of personally identifiable information is subject to the Film Roman Privacy Policy available at www.filmroman.com.

6. POLICIES FOR INDIVIDUALS UNDER THE AGE OF 13. Film Roman encourages the responsible use of the internet by children together with their parents and to that end, Film Roman does not knowingly collect or use any personally identifiable information submitted or posted to the Services, Sites and/or Features from individuals under the age of 13, except in order to respond on a one-time basis to a specific request for information.

7. USER SUBMISSIONS. Film Roman is pleased to hear from its customers and welcomes your comments regarding our products and services. These comments should only be submitted to one of the mailboxes available to users of the Sites provided from time to time for that purpose. All remarks, suggestions, ideas, graphics, or other information communicated to Film Roman through the Sites (each, a “Submission”) will forever be the property of Film Roman. Film Roman will not be required to treat any Submission as confidential, and will not be liable for any ideas for its business (including without limitation, product or advertising ideas) and will not incur any liability as a result of any similarities between your Submission and any future Film Roman products, services or operations. Without limitation, Film Roman will have exclusive ownership of all present and future existing rights to the Submissions of every kind and nature, everywhere. Film Roman will be entitled to use the Submission for any commercial or other purpose whatsoever, without compensation to you or any other person sending the Submission. You acknowledge that you are responsible for whatever material you submit, and you, not Film Roman, have full responsibility for the message, including its legality, reliability, appropriateness, originality, and copyright. You acknowledge and agree that neither Film Roman nor any of its licensees, successors or assigns has now, or will have in the future, any duty or liability, direct or indirect, vicarious, contributory or otherwise, with respect to the infringement or protection of any copyright in and to your Submission, and that Film Roman and its licensees, successors or assigns are not responsible for the loss, deletion, failure to store or misdelivery of any feedback submitted.

Film Roman generally does not pre-screen, verify or edit your Submissions. However, Film Roman and its agents reserve the right to investigate any violation of the Terms of Service and to take appropriate remedial action. Film Roman has absolute discretion to enforce the Terms of Service, including, but not limited to warning users of violations, disabling or suspending access, deleting, screening or editing any Submission, or prohibiting any behavior that does not comply with the Terms of Service. You are entirely responsible and liable for all activities conducted by you and any user of your User Account, including the transmission, posting, or other provision of text, files, links, software, photographs, video, sound, music or other information or material to any portion of the Services, Sites or Features.

8. CONFIDENTIAL AND PROPRIETARY INFORMATION. You agree not to try to access and not to access any information through the Sites that does not pertain to you and which you are not properly authorized to receive. You agree that if you should access information about another individual or entity, or otherwise receive information you are not authorized to receive, or if you become aware that someone else has accessed or attempted to access information that person was not authorized to receive, you will immediately cease such unauthorized access, notify Film Roman of the unauthorized access, and reasonably assist Film Roman in identifying and correcting the circumstances which permitted such unauthorized access. You will keep confidential all information you receive concerning another individual or entity, will not use such information, will return such information to Film Roman immediately, will not transmit it to any other person or entity and will not reproduce or distribute it in any electronic or other form.

9. REPRESENTATIONS AND WARRANTIES. By accessing or using the Sites you represent and warrant that: (a) you are a resident of the Service Area; and (b) hat you have legal capacity to enter into this agreement (i.e., that you are at least eighteen (18) years old or of sufficient age to be considered an adult in your state of residence and possess sufficient mental capacity and are otherwise entitled to be legally bound in contract). You further represent and warrant that you have read and agree to abide and be bound by the Terms of Service.

10. FORWARD LOOKING STATEMENTS. The Sites may contain forward-looking statements regarding Film Roman’s business, customers, partners, future products and services or other factors that may affect future earnings or financial results. Such statements involve risks and uncertainties, which could cause actual results to vary materially from those expressed in or indicated by the forward-looking statements. Examples of these risks include delays in development, competitive service and product offerings, and lack of market acceptance.

11. EXPORT RESTRICTIONS. You agree that you will comply with all applicable export laws, restrictions and regulations of the U.S. Department of Commerce, the U.S. Department of Treasury and any other U.S. or foreign agency or authority. You agree not to export or re-export, or allow the export or re-export of the Sites in violation of any such law, restriction or regulation.

12. LINKS TO AND FROM THIRD PARTY SITES.

(a) The Sites may contain links to other internet sites, including without limitation social media sites. Film Roman does not verify, warrant, endorse or take responsibility for the availability, accuracy, completeness, quality, practices or policies of such sites or content available from such sites. Film Roman does not make any representations or warranties as to the security of any information (including, without limitation, credit card and other personal information) you might be requested to give any third party, and you irrevocably waive any claim against us with respect to such sites.

(b) You are not permitted to link to the Sites or Content from any third-party site without the prior written permission of Film Roman.

13. ASSIGNMENT. You may not assign your rights and obligations under the Terms of Service for any reason. Film Roman may assign its rights and obligations under the Terms of Service at any time.

14. TERMINATION. You may terminate your use of the Sites at any time. Your right to use the Sites will automatically terminate if you fail to comply with any provision of the Terms of Service and Film Roman reserves the right to cancel, terminate or restrict your access to the Sites and Content, or any portion thereof, at any time, without notification, for any or no reason whatsoever.

15. DISCLAIMER OF WARRANTIES. YOU EXPRESSLY AGREE THAT USE OF THE SITES IS AT YOUR SOLE RISK. NEITHER FILM ROMAN, ITS PARENTS, AFFILIATES, EMPLOYEES, AGENTS, SERVICE PROVIDERS, THIRD PARTY INFORMATION PROVIDERS, LICENSORS OR THE LIKE, WARRANT THAT THE SITES OR CONTENT WILL BE UNINTERRUPTED, SECURE OR ERROR FREE; NOR DO THEY MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SITES OR CONTENT, OR AS TO THE ACCURACY, RELIABILITY, SECURITY OR CONTENT OF ANY INFORMATION OR SERVICE CONTAINED IN OR PROVIDED THROUGH THE SITES. THE SITES, ALL CONTENT AND INFORMATION PROVIDED THEREIN, AND ALL ELEMENTS OF ANY SOFTWARE RELATED THERETO ARE PROVIDED ON AN “AS IS,” “AS AVAILABLE” BASIS WITHOUT WARRANTIES OF ANY KIND, AND ALL SUCH WARRANTIES, WHETHER ORAL OR WRITTEN, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTIBILITY OR FITNESS FOR A PARTICULAR PURPOSE ARE HEREBY DISCLAIMED AND EXPRESSLY NEGATED. NO ORAL ADVICE OR WRITTEN INFORMATION GIVEN BY FILM ROMAN, ANY OF ITS PARENTS, AFFILIATES, EMPLOYEES, AGENTS, SERVICE PROVIDERS, THIRD PARTY INFORMATION PROVIDERS, LICENSORS OR THE LIKE, WILL CREATE A WARRANTY; AND YOU WILL NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE ABOVE EXCLUSION OF IMPLIED WARRANTIES WILL APPLY TO YOU ONLY TO THE EXTENT PERMITTED BY APPLICABLE LAW.

16. LIMITATION OF LIABILITY. UNDER NO CIRCUMSTANCES, INCLUDING NEGLIGENCE, WILL FILM ROMAN, ITS PARENTS, AFFILIATES, EMPLOYEES, AGENTS, SERVICE PROVIDERS, THIRD PARTY INFORMATION PROVIDERS, LICENSORS, OR ANYONE ELSE INVOLVED IN CREATING, PRODUCING OR DISTRIBUTING THE SITES BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, EXEMPLARY, ECONOMIC, PUNITIVE, LOST PROFIT, SPECIAL OR CONSEQUENTIAL DAMAGES OR FOR ANY DAMAGES THAT RESULT FROM OR ARE RELATED TO THE USE OF OR INABILITY TO USE THE SITES OR CONTENT; OR THAT RESULT FROM MISTAKES, OMISSIONS, INTERRUPTIONS, DELETION OF FILES, ERRORS, DEFECTS, DELAYS IN OPERATION, OR TRANSMISSION, OR ANY FAILURE OF PERFORMANCE, WHETHER OR NOT LIMITED TO AN EVENT OF FORCE MAJEURE.THE ABOVE LIMITATIONS OF LIABLITY WILL APPLY TO YOU ONLY TO THE EXTENT PERMITTED BY APPLICABLE LAW.

17. INDEMNIFICATION. You agree to indemnify and hold harmless Film Roman, its parents, subsidiaries, affiliates, partners, agents and licensors and each of their respective officers, directors, shareholders and employees against and from any and all liabilities, claims, costs, damages, reasonable settlements and expenses (including without limitation reasonable attorneys’ fees and court costs) to the extent arising out of or attributable to your breach of any of the provisions, representations or warranties set forth in the Terms of Service, and/or from your placement or transmission of any content onto the Services’ servers, and/or from any and all use of your User Account in violation of the Terms of Service or the failure to fulfill any obligations relating to your User Account incurred by you or any other person using your User Account. We reserve the right to take over the exclusive defense of any claim for which we are entitled to indemnification under this Section.

18. Force Majeure. Film Roman will not have any liability to you for any delay or non-performance of its obligations under the Terms of Service, to the extent that such delay or non-performance is attributable to an event of Event of Force Majeure (as hereinafter defined). For the purposes of the Terms of Service, “Event of Force Majeure” will mean an act of God, labor dispute, or failure of facilities, networks, equipment or software, or any similar event, to the extent that such event is beyond the reasonable control of Film Roman.

19. MODIFICATIONS TO THE TERMS OF SERVICE. Film Roman reserves the right, at its sole discretion, to change, modify, discontinue, enhance, add or remove any portion of the Sites, or any provision of the Terms of Service, in whole or in part, at any time. Changes to the Terms of Service will be effective when posted. You agree to periodically review the Terms of Service so that you are aware of any changes. Your continued use of the Sites or Content in any way after any changes are made or posted will be considered acceptance of those changes and will constitute your agreement to be bound thereby.

20. MISCELLANEOUS. These Terms of Service set forth the nature and extent of your relationship with Film Roman as it pertains to the Sites and Content. The Terms of Service are binding upon and inure to the benefit of Film Roman and you, and Film Roman’s successors and assigns, if any. If any provision of the Terms of Service are determined to be invalid or unenforceable, such determination will not affect the validity or enforceability of any other provision of the Terms of Service. Any waiver of any breach or failure to enforce any provision of the Terms of Service will not be deemed a future waiver of such term or a waiver of any other provision. Any waiver of any provision of the Terms of Service will be effective only if it is in writing and signed by Film Roman and you. Nothing contained in the Terms of Service will constitute, or enable the development of a joint venture, partnership or any other employee/employer or independent contractor relationship or any other commercial relationship (except as seller and customer) between you and Film Roman. The Terms of Service will be governed by the laws of the United States and the State of Colorado, irrespective of Colorado’s conflict or choice of law rules. Any action brought by you arising out of or relating to the Terms of Service may be brought exclusively in the appropriate state or federal court in Denver, Colorado, and you irrevocably consent to the jurisdiction of such courts and venue in Denver, Colorado. Any cause of action or claim you may have must be commenced within one (1) year after such claim or cause of action arises. You waive your rights to a jury trial in any proceeding with Film Roman or its parents, subsidiaries, affiliates, partners, respective service providers, suppliers and/or licensors and each of their respective officers, directors, shareholders and employees.

The provisions of the Terms of Service, which by their nature should survive expiration or termination of the Terms of Service, will survive such termination. You agree that your use of the Sites and Content enables you to enter into agreements and/or to make purchases electronically. You acknowledge and agree that your electronic submissions constitute your agreement and intent to be bound by any such agreements and/or purchases, including without limitation all transactions you enter into in connection with the Sites.

REVISED 4/24/2013 AND EFFECTIVE AS OF THE DATE OF POSTED.